EX-99.3 5 d50254exv99w3.htm FACT SHEET exv99w3
 

Exhibit 99.3
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Spin-Off Fact Sheet On October 1, 2007, Belo Corp. (NYSE: BLC) announced plans to create separate television and newspaper companies by spinning off the newspaper business as a new publicly-traded company called A. H. Belo Corporation (“A. H. Belo”). Both A. H. Belo and Belo Corp. (“Belo”) will remain headquartered in Dallas, Texas. Like Belo, Series A common shares of A.H. Belo are expected to be listed on the New York Stock Exchange. The spin-off is expected to be tax-free to Belo and to shareholders. The transaction is subject to customary regulatory approvals and does not require shareholder, noteholder or debenture holder approval, nor FCC approval relating to Belo’s television station licenses. A. H. Belo: Belo: A High Quality Newspaper & Online Company Premium TV Stations in Attractive Markets A. H. Belo, with approximately $750 million in current annual Belo Corp. will be the largest pure-play publicly-traded revenues and 3,800 employees, will own and operate award- television station company in the nation at the effective date winning daily newspapers and related online businesses that of the spin-off, with annual revenues of more than $750 reach a total audience of 3.7 million people: million and approximately 3,200 employees. The Dallas Morning News — the 9th largest daily and 12th The Company will own and manage 20 television stations largest Sunday newspaper in the country, based on and their related Web sites in 15 highly-attractive markets, circulation reaching 14% of U.S. television households. Stations The Providence Journal in Rhode Island — the oldest include: continuously-published daily newspaper in the U.S. 5 CBS affiliates 2 CW affiliates The Press-Enterprise — serving Southern California’s Inland 4 ABC affiliates · 2 MyNetwork TV affiliates Empire region, one of the nation’s fastest-growing areas 4 NBC affiliates 1 FOX affiliate 2 independent stations A. H. Belo will have a strong, debt-free balance sheet, giving it the financial flexibility to support its strong focus on producing In 13 of 15 markets, Belo television stations rank first or high-quality print and online products to reach targeted local second in terms of audience reach. audiences. Dunia A. Shive will serve as Belo’s president and Chief Robert W. Decherd will serve as A. H. Belo’s chairman, Executive Officer. Robert W. Decherd will serve as non-president and Chief Executive Officer. executive chairman of the board. Strategic Rationale for the Transaction The newspaper and television industries are undergoing Creating two separate companies will give investors greater profound, yet different, changes. This action should make insight into each business. Over time, the distinct investment each business more nimble and better able to allocate capital characteristics of Belo and A. H. Belo are expected to attract to compete and grow effectively. discrete sets of investors. Both Belo and A. H. Belo will have excellent assets with Each company will have the ability to adjust compensation, balance sheets appropriate for their businesses and capable benefits and incentive plans over time to more closely align of supporting future growth and innovation while serving the the interests of management and employees with those of needs of customers, advertisers and local communities. shareholders. The standalone companies will have corporate staff and Regulatory obstacles to cross-ownership remain in place. expenses appropriate for their size and purpose. After an That notwithstanding, Belo’s experience with virtual cross-initial transition period, the combined corporate expense of ownership in numerous markets suggests that some the two entities is expected to be less than Belo’s corporate synergies across print, broadcast and online media can be expense today. Corporate expenses are expected to be effectivel y achieved through alliances and partnerships. reduced over time, particularly at A. H. Belo. Transaction Summary Required Approvals Contact Information Structure: Media / Investors Belo Corp. shareholders will receive a certain number Receipt of tax-free ruling from the Internal Paul Fry of shares of A. H. Belo common stock (whether Series Revenue Service; filing and effectiveness of a Belo Corp. A or Series B) for every share of Belo common stock registration statement with the Securities and (214) 977-6835 (Series A or Series B) held by them. The stock Exchange Commission; NYSE listing and distribution ratio will be determined at a future date. other regulatory approvals; other customary Additional information: closing conditions. Expected Closure: First quarter of 2008 www.belo.com

 


 

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Spin-Off Fact Sheet            Belo: Television Regional Revenue and Market Diversification Based on 2006 revenues Television Demographics Demographic growth faster than the national average in targeted Belo markets. Projected population growth rates: Texas 1.9% Northwest 1.2% Southwest 2.4% U.S. average is 0.9% Award-Winning History of Excellence Since 2000: 6 Alfred I. DuPont — Columbia University Silver Baton Awards 5 George Foster Peabody Awards 19 national Edward R. Murrow Awards Revenue Drivers Increased advertising spending connected to the 2008 presidential elections and summer Olympics Expanding local programming using existing resources Retransmission and new media strategies

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A. H. Belo: Newspaper Regional Revenue and Market Diversification Based on 2006 revenues Newspaper Demographics Strong demographic growth in A.H. Belo’s markets. Projected population growth rates: Dallas/Fort Worth 2.0% Providence 0.6% Riverside 2.4% U.S. average is 0.9% Award-Winning History of Excellence 8 Pulitzer Prizes since 1986 4 EPpy Awards in 2006 AP Managing Editors Online Convergence Award in 2006 Revenue Drivers Leveraging newspaper resources and editorial content to build a sustainable and rapidly-growing portfolio of online businesses Creating new print and online products to reach targeted local audiences Notice to Investors This fact sheet contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that may be considered forward-looking include statements incorporating terms such as “will,” “expects,” “believes,” “intends,” “anticipates,” “may,” “should,” “could,” and similar terms that relate to future events, performance, or results. Similarly, statements regarding the execution, timing, costs, consequences or effects of the spin-off of the newspaper business of Belo; the businesses, revenues, capital structures, dividends, tax rates, stock exchange listings, locations, employees, management and boards of directors of the two public companies resulting from the spin-off; the related corporate reorganization transactions and tax-free nature of such transactions; borrowings under existing or new credit facilities; agreements or arrangements relating to any such matters; or that describe Belo’s or A. H. Belo’s objectives, plans or goals, are forward-looking statements. Forward-looking statements are not guarantees of future performance and are subject to certain risks and uncertainties that are difficult to predict and which may cause actual results, performance or outcomes to differ materially from the historical experience of Belo or from any future results, performance or outcomes expressed or implied by these statements. There may be additional risks, uncertainties and factors that Belo does not currently view as material or that are not necessarily known. These risks and uncertainties include, but are not limited to, underlying assumptions or expectations related to the spin-off transaction; continuation of existing or obtaining of new credit facilities proving to be inaccurate or unrealized; the timing of any review of A. H. Belo’s registration statement on Form 10 by the SEC; advertiser, customer and supplier relationships, demand and prices; competition; ability to realize anticipated benefits from initiatives and timing of benefits; market demand; changes in interest rates and newsprint prices; changes in readership or viewership; industry cycles; development of the Internet; litigation and other contingent liabilities; and economic, political, governmental and technological factors affecting the Company’s operations, tax rate, markets, products, services and prices, among others. Belo cannot make any assurance that the spin-off will occur or that projected results or events will be achieved. Additional factors related to these and other expectations regarding the proposed spin-off will be discussed in the Form 10. Please also see the risk factors described in Belo’s SEC filings, including Belo’s Annual Report on Form 10-K for the year ended December 31, 2006.